Statute – Construction – Railway – Period of Payment of Dividends on Amalgamation of Two Railways.
The preamble of an Act of Parliament whereby a certain line of railway was transferred from the company to which it had hitherto belonged to a new company made up of that company and another, declared that it was expedient that the companies ‘should have equal rights and powers, and be subject to equal liabilities,’ in respect of the line transferred; by the said Act it was provided that the new company should pay to the company that formerly owned the railway, from and after the vesting period, half-yearly on 1st March and 1st September, a sum equal to one-half of the dividends, interests, and rents for which the former owners had been liable to the shareholders, creditors, and owners of lines in connection with their own respectively. The vesting period was 1st February 1880, the dividends accrued from profits earned in the period of six months preceding the 1st of February and were payable in March, the interests were payable half-yearly at Whitsunday and Martinmas, and the rents were payable annually on 1st February. Held ( aff. judgment of the Court of Session), in a question as to whether the payments of dividends imposed upon the new company were to be made on 1st March or 1st September 1880, that on a fair construction of the terms of the statute they did not fall to be made till 1st September, the payments due before that date having to be met out of funds that had accrued before the period of vesting, and the object of the section of the Act under construction being to settle the proportionate liability of the parties in the new undertaking for the period after it should fall under their joint ownership.
Judges:
Lord Chancellor (Selborne), Lords Blackburn and Watson
Citations:
[1881] UKHL 341, 18 SLR 341
Links:
Jurisdiction:
Scotland
Company
Updated: 30 June 2022; Ref: scu.636788